Rebel Wings
by T'Reilani
Summary: Two young mutants enter a completely new world when they join the X-Men after Magneto's defeat. Post-Last Stand. Angel/OC
1. Prologue

**AN: I can stop. Really, I can. I just choose not to. Besides, come on, I can't be the _only_ one who watched X-Men: The Last Stand and thought Angel deserved some character development. So here is my take on stuff that happens after the movie. **

**Alyssa/Nightshade is my OC. Unless otherwise noted, I don't own any other characters that will appear in this fic. Are we clear? Okay. Good. **

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_**Rebel Wings**_

_**Prologue**_

Rain pounded the outside of the Xavier Institute For Gifted Students, turning the grounds into one giant mud puddle. Warren (Worthington III, not that he bothered to use the last name unless necessary) turned away from his window with an irritated sigh. No exercise for him today, unless someone had the ability to expand the danger room to ridiculous sizes to accommodate his need for a long flight.

Tucking his wings securely down against his back, Warren glanced out of the door cautiously before leaving. The X-Mansion might be a safe place for mutants, but years of keeping his wings covered in public wouldn't be undone overnight, or over-week, or over-month.

The main halls were strangely quiet, even for a school morning. _Must be an X-Men field training day. _Warren had been invited to join the elite team's training sessions and someday become one of the X-Men, but just hadn't managed to make the decision yet. After all, combat, either direct or otherwise, certainly wasn't one of his personal interests.

And speaking of personal interest, his wings were definitely starting to ache from staying flat against his back since the evening before. Since no one was around to be startled, it couldn't really hurt to stretch them a little bit, could it?

Of course, the second he allowed the wings to flare out fully, a female voice behind him yelped, "Holy crap!"

Warren spun around, instinctively clamping both appendages down against his back. "Oh god, I'm sorry, I didn't mean…"

"No, don't do that!" A young woman materialized from the shadows in the corner, black hair taking on a slight blue sheen as it pulled clear of the darkness. "I didn't mean to scare you, it's just…damn, those are gorgeous! How did you get so lucky?"

The realization gradually dawned on Warren – she was talking about his wings. "Uh…I was just born with the gene, I guess?"

"That is _so_ awesome." The girl's eyes widened in delight as she crossed the room, almost but not quite standing close enough to touch him. "I'm Alyssa. And I guess my mutation is pretty obvious, huh? I can blend into any shadow, as long as there's a little bit of one. Kind of boring, really. Nothing that shows up on the outside, and nothing that's anywhere as cool as, say, telekinesis or elemental powers. And sometimes I do it when I didn't really mean to. So what's your name?"

Alyssa's breathless explanation had left Warren slightly dazed, but he managed to shake himself out of it. "I'm, uh, Warren. I guess you already saw my, um…"

"Wings? Oh god yes." Alyssa nodded. "Is that all you've got, or do you have other powers too?"

"I'm not sure, really." Warren thought about that for a moment. "I guess…I just thought you only got one."

Alyssa giggled. "Not always. But if it's never shown up, you probably don't have any others. So can you fly?"

His wings twitched involuntarily, reminding him of just how much he wanted to fly right then. "Yes. Actually, I really need to, or my wings start to tense up." He flexed them out carefully. "You don't mind, right?"

"Heck no!" Alyssa sat down square on the chair a few feet away. "Stretch all you want! And while you're at it, tell me about you! I've got the typical mutant story – you know, discover powers, hide powers, have powers found out, run away from home, end up here. What'd you do?"

"Uh…" Warren tried to wrap his mind around what she had just said. "You were a runaway?"

"Sure. I was fourteen then, and I'm eighteen now. How old are you?"

"Um…nineteen." Warren frowned. "I don't really like to…I don't have the typical story, I guess."

Alyssa's face fell slightly. "Oh. Okay." She brightened a second later. "You wanna go see if any of the danger rooms are open? I like setting them for low-level simulations."

"Sure…I guess?" It was more of a question, but before Warren had time to ask anything else, Alyssa was on her feet and halfway down the hall.


	2. Chapter 1

**AN: I have continued. How very nice of me. Thanks for the reviews, people. **

**Alyssa/Nightshade is my OC. Unless otherwise noted, I don't own any other characters that will appear in this fic. Are we clear? Okay. Good. **

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_**Rebel Wings**_

**_Chapter 1_**

"Are we even supposed to be in here?" Warren turned in a circle, staring at the blank ceiling of the simulation room.

Alyssa responded from somewhere to his left. "It's not a problem, just if someone official wants to use it. And I happen to know they're all gone."

Warren turned toward her voice and blinked, wondering if his eyes were working correctly. The room wasn't particularly dark, just dim, but the black-haired girl was nowhere to be seen. "Alyssa?"

"Oops." Her voice was only a few feet in front of him. "Sorry." Alyssa materialized apparently out of thin air – at least, most of her did. Her long hair was still blending into the shadows, and her arms and legs were almost semitransparent. "Sometimes it just sort of happens, especially when it's kind of dark like this. No worries, I won't lose you." She spun in a circle, the shadow swirling out behind her like a cape. "It's not actually as big as it looks."

"Oh." Warren, quite frankly, had no idea how to respond politely to that, so he went for the partly-honest route. "I wasn't too concerned about you losing me."

Alyssa stopped spinning and frowned. "You thought you'd have trouble finding me?"

"Um, sort of…"

Her smile returned as quickly as it had gone. "You won't. Rogue – I mean Marie – says that for someone with a concealment mutation, I talk a heck of a lot."

Warren had to chuckle. "I suppose that does cancel out the _hiding_ part."

"So!" Alyssa flipped a panel in the wall open, revealing a small control console with images of several different environments on the screen. "Which one do you want? None of these are combat, really, they're all survival situations. Like, this one here puts you in a forest that catches fire, and you have to get out."

Flexing his wings quickly, Warren pointed to the far left one. "What's this?"

"Oh. Uh…" Alyssa backtracked quickly. "Caves. That one's no fun, trust me. Kind of boring. Ooh, do you like rock climbing? Let's try this one." She was keying in the codes before he could protest.

_Huh. Caves don't sound boring. _Alyssa was the expert, though, so Warren shrugged it off and followed her to the center of the room as the environment materialized around them.

"Welcome to simulation #07," a female automated voice announced. "Please remain in place while the computer calibrates your body signatures."

Alyssa grinned and pointed to the jagged climbing wall. "Race you to the top!"

"Simulation beginning," the automated voice announced.

Alyssa grabbed one of the wall projections, fading in and out of the shifting shadows as she scrambled upward. Warren smirked. _Climbing wall? Who needs one?_ Extending both wings to their full length, he took off, circling once over Alyssa's head before angling up. "See you at the top!"

"Hey! No fair!" She made a grab for his ankle, but missed. "You have to climb it!"

"Should've set the rules first," Warren called back teasingly, landing in a slight crouch on top of the wall. "Do I win something?"

"Normally, bragging rights." Alyssa reached out to grab the top of the wall. "But you cheated."

Warren held out a hand and pulled her the rest of the way up. "You never said wings weren't allowed."

Black hair swished as Alyssa shook her head with a reluctant smile. "Fine. You're new, I'll give you that one." Her hair settled over one shoulder, revealing a lighter patch behind her left ear.

"Is that…purple?" Warren tilted his head in an effort to see better. The young woman flicked her hair back and turned away sharply.

"Yes. And yes, I did it on purpose, and no, I don't mind it."

This close, Warren could see that her eyes were gray, the same color as the storm clouds outside. The purple streak contrasted rather nicely with them. He shrugged. "Actually…I think it's kind of…you know, cute."

"Really?" Alyssa frowned. "You're not just saying that? Some people think it's weird."

"Really." Warren reached out and brushed the dark hair out of the way, letting the purple strands fall to the front. "Purple looks good. On you. I mean…in your hair. Agh – you know what I'm trying to say!"

Alyssa blushed shyly. "Yeah…" Something behind his shoulder caught her attention, and she looked up and gasped. "Oh my god, what the _hell_?"

"What? What is it?" Warren twisted around to see a massive, unidentifiable creature disappear into the shadows. "You told me this was just a climbing simulator!"

"It is! Something's wrong." Alyssa pulled on his arm. "Come on, we gotta go shut it off. Unless you want to actually try this?"

"_No_." Warren reached out for her. "Let's move."

"Whoa, whoa, whoa. What are you doing? What are you doing?" Alyssa pulled away and almost slipped. "Just climb down! I can't fly like that!"

"I can carry you – "

"Oh, no, no, no, no, no!" The young woman flicked his hand away and backed up. "I'm so not doing the damsel in distress act! I'll climb!"

"Okay, fine – Alyssa, stop!" Warren reached out for her, but her foot slid on some loose rocks, and she fell backward with a yelp.

"Alyssa!"


	3. Chapter 2

_**Chapter 2**_

Just as Alyssa's fingers locked onto the edge of the climbing wall, the simulated colors and lighting faded to gray. "Simulation closing," the automated voice announced pleasantly. "Please remain stationary until system restoration is complete."

The young woman's shoulders slumped in relief. "Someone shut it down, thank god. It'll just reset now." She twisted and tried to get a foothold as the wall lurched and started lowering. Warren knelt just above her and held out a hand.

"Need some help?"

"No!" Alyssa struggled for another moment before sighing. "…Yes."

Warren grasped both of Alyssa's wrists and lifted her easily over the edge of the wall, careful not to let her scrape against the rough edge. The moment she was fully on top of the wall, Alyssa yanked her hands free from Warren's, turning away in a failed attempt to hide her blush.

"You're welcome," Warren remarked after a long moment of silence.

Alyssa flinched and muttered, "I could've done it. If someone else didn't shut it down, I could've."

Warren nodded sarcastically. "Sure."

She turned to glare at him, storm-gray eyes looking ready to shoot lightning. Their gazes locked for a long moment before she gave in, looked down, and growled, "Thank you."

"Anytime."

Footsteps clicked on the metal floor. "Y'know, Alyssa, you should really be more careful with all this." Marie brushed one white strand of hair away from her face, back toward her dark ponytail. "Check the settings, stuff like that? Never really know who's been using it or what they did."

"Hmmph." Alyssa glared at the floor. "I know, I know. I should have looked before I started climbing."

Marie smiled and shook her head. "It happens to everyone. Just don't let it happen again, okay? And I won't mention it to Storm."

"You won't?" The mention of the woman who ran the school got Alyssa's attention fast. She sighed and looked gratefully up at Marie. "Thanks. I owe you one."

"Don't mention it." Marie turned to Warren, studying him speculatively. "I've seen you around a few times, but I'm sorry, I don't know your name."

He offered his hand. "Warren."

"Nice to meet you. I'm Marie. Used to go by Rogue." She shook his hand briefly. "You kind of keep to yourself, I take it."

"Uh…yeah." Warren shrugged self-consciously.

Marie nodded. "Normal. Hey, Alyssa, I'm in here to set the room for an X-Men training session, so you two might want to clear out."

Alyssa quickly picked herself up. "Right. Sure. C'mon, Warren."

Outside the room, the two looked at each other awkwardly for a moment before Warren made himself break the silence. "Well…uh…thanks. That was fun."

"I guess." Alyssa looked away. "If your definition of fun is 'simulator is misprogrammed and almost causes an accident'."

"No, I mean it," Warren protested. "Up until then. It was fun. Just hanging out. I don't really do that much."

Alyssa turned back to him. "Really? Well yeah…that part was fun. You think…maybe we could do something else? Sometime. Maybe outside. When it's nice, of course." She blushed.

"Yeah. Not when it's raining, of course."

"Duh. No." She giggled uncomfortably. "That wouldn't be fun."

"No. But…uh…when the sun's out. We could walk or something. Look around. That would be nice." Warren nodded just as uncomfortably. "Sometime. Maybe, uh…well, yeah. I'll see you around."

"See you." Alyssa raised one hand in a little wave before disappearing down the hall.

Once he was sure she was actually gone, Warren smacked his forehead with the heel of his hand. "Stupid. I don't even know what that conversation was about and I _still _blew it." He stared at the shadows where she had disappeared with a sigh. "Dammit. She was trying to be nice, and I probably just scared her off for good."


End file.
